Gypsum industry news

Switzerland: Sika is expecting a record profit in 2016 following a 5.6% year-on-year rise in sales to Euro05.4bn in 2016. The construction chemicals producer reported growth in all regions, with above-average growth rates recorded in the USA, Mexico, the UK, Africa, Southeast Asia and Australia.

"With investments in nine new factories, four new national subsidiaries and four acquisitions, we have established the basis for future growth. These 17 investments, together with our pipeline of new products and our strong sales organisation, allow us to look with much confidence to the future," said Sika's chief executive officer Jan Jenisch.

Switzerland: Sika has received an appeal by Schenker-Winkler Holding against a ruling by the Cantonal Court of Zug on 28 October 2016 that blocked the sale of Burkard-Schenker's shares to Saint-Gobain. At the time Saint-Gobain said that it still wanted to buy Sika and that its agreement with the Burkard family is valid until June 2017, with an option to extend it until December 2018.

Switzerland: The board of directors of Sika has offered to buy out the stake of the Burkard-Schenker family in order to end a battle caused by the family's intention to sell its controlling stake to Saint-Gobain. Sika's chairman Paul Haelg announced plans to buy the family shares, in an interview with newspapers NZZ am Sonntag and Schweiz, saying that after a two-year dispute it has become obvious that no solution can be reached if all sides work against each other.

The announcement follows a ruling by the Cantonal Court of Zug on 28 October 2016 that blocked the sale of Burkard-Schenker's shares to Saint-Gobain. The family holds 16.4% of the capital and 52.6% of the voting rights of Sika. Saint-Gobain reacted to the ruling by saying that its board of directors continues to want to buy Sika and that agreement with the Burkard family is valid until June 2017 and can be extended until December 2018.

Switzerland: Jan Jenisch, the chief executive of Sika, has said that he will resign if Saint-Gobain wins its bid to takeover the company. He added that he does not see a positive future for the growth of Sika should Saint-Gobain succeed, in comments at a company event reported upon by Reuters. The management of Sika have been fighting a takeover attempt by Saint-Gobain since December 2014.

France/Switzerland: Saint-Gobain and the Burkard family have extended their agreement relating to the sale of shares of Schenker-Winkler Holding (SWH) and to extend the validity of the agreement until 30 June 2017. Saint-Gobain will then have an option to extend the agreement until 31 December 2018. SWH holds the majority of voting rights of Sika.

"Together, we are fully committed to this transaction. It makes sense from a strategic, industrial and financial standpoint for Saint-Gobain and for Sika, for their employees, for their customers and for all of their shareholders. The amendment to the agreement covers the longest of timelines to resolve related disputes, allowing SWH to regain its property rights," said Pierre-André de Chalendar, Chairman and CEO of Saint-Gobain.

In December 2014, Saint-Gobain announced its intention to buy a 16.1% stake in Sika for Euro2.6bn, thus acquiring control over the building materials producer. However, Sika's management and minority shareholders opposed the deal. At the end of January 2016, Saint-Gobain's finance chief Laurent Guillot told Reuters that the group still believed in a successful outcome despite the resistance it faced. In February 2016 Sika reiterated its opposition to the takeover in a financial statement saying that, "There is still no evidence to suggest there is any industrial logic behind the transaction."

France/Switzerland: Saint-Gobain has said that the validity of its agreement with the Burkard family for the acquisition of the shares in Sika has been extended to 30 June 2016, with an option to further extend the agreement.

French construction material producer Saint-Gobain and the Burkard family decided to change their agreement on the sale of the shares of Schenker-Winkler Holding (SWH), which holds the majority of the voting rights in Sika, and to extend the validity of the agreement, the French group said in a statement. Holding company SWH owns a 16.1% stake in Sika and 52.4% of the voting rights.

"Under no circumstance can Saint-Gobain be forced to purchase the shares of SWH if its stake in Sika would not represent the majority of the voting rights or if such acquisition would trigger the obligation to launch a mandatory offer to all Sika shareholders," the company said in a statement.

In December 2014, Saint-Gobain had announced its intention to buy this stake for Euro2.6bn, thus acquiring control over Sika.

Switzerland: Resistance to Saint-Gobain's offer to buy Swiss-based Sika has strengthened as a new group of minority shareholders said that they oppose the deal. Walter Gruebler, a former chairman of Sika's board, as well as other former board members, have said that they are backing the company's management in opposing the Saint-Gobain takeover attempt, Sika said in a statement. The stake held by those former board members represents 1% of Sika's equity.

"This transaction endangers the culture of a great Swiss family company that has been able to evolve over the decades and destroys value for Sika shareholders," said the minority shareholders. "Resistance, represented by the board and the management, is justified."

Sika's management and its board are fiercely fighting an agreement sealed between the Burkard family, which controls Sika and Saint-Gobain in December 2014. The family accepted an offer of Euro2.57bn for its holding company Schenker-Winkler Holding AG, one of Europe's biggest building-materials groups by revenue. The holding company currently holds 52.4% of the voting rights in Sika, but only 16.1% of the shares.

The sale would give Saint-Gobain control without having to make an offer for the remaining 83.9% owned by shareholders. The deal is unfair for minority shareholders, the management has said. Sika has said that shareholders representing more than 35% of its total capital have given their assurance that they support the board of directors in its efforts to fend off the takeover.

Switzerland: Sika has claimed that its controlling family no longer has the right to call an extraordinary general meeting (EGM), marking the latest twist in a Euro2.76bn takeover battle for the company by France's Saint-Gobain. The sale has been opposed by Sika's board and executives, forcing the family to call an EGM where it aims to remove executives who object to it.

Sika insists that the Burkard family, who are descendants of the company's founder, are no longer exempt from a rule that restricts shareholders' to hold no more than 5% of all registered shares. An exception was originally made because of the family's close association with the company and its assertion that it would protect it against takeovers. The company said that the voting rights of the family should be restricted to 5%.

Saint-Gobain announced plans in December 2014 to acquire the holding company Schenker-Winkler Holding AG (SWH), which is the vehicle controlled by the Burkard family. It holds 16.1% of Sika's capital and 52.4% of its voting rights. Saint-Gobain is targeting the Sika stake in an attempt to kick-start its own earnings growth.

"Now that the Burkard family / SWH have formed a group with Saint-Gobain, this historical privilege must be considered lost, together with the right to convene extraordinary general meetings," said Sika. Sika said shareholders representing more than 35% of its total capital have given their assurance that they support the board of directors in its efforts to fend off the takeover.

Switzerland: On 15 January 2015, the Swiss National Bank (SNB) abandoned the Euro1.20 cap on the Swiss Franc, causing market turmoil. However, deals involving domestic companies Holcim and Sika are expected to survive the impact of the shock decision.

Bigger deals are insulated against the effects of the sudden surge in the value of the Swiss currency because the companies involved are able to to buy insurance to protect them against such moves. However, some bankers said that the volatility introduced by the SNB decision to scrap the cap after three years could dampen deal-making in the longer term.

France's Saint-Gobain, which is buying Sika in a Euro2.71bn (2.75bn Swiss Franc) deal and does most of its business in Euros, said that it had covered itself against exchange rate moves.

Sika was one of the companies caught up in a 10% all-in Swiss blue chip stocks on fears over the impact on their exporting power. Sika was down by 7.5% at one point.

France/Switzerland: Saint-Gobain plans to acquire a controlling stake in Sika, a construction chemicals producer. The transaction involves Saint-Gobain's purchase of Schenker Winkler Holding AG, which owns 16.1% of Sika's capital and 52.4% of voting shares, for Euro2.3bn.

After the acquisition, Saint-Gobain will be able to fully-consolidate Sika into its operations, which will have a positive impact on net income in the year after consolidation. Saint-Gobain Group does not intend to make an offer for the remaining shares of Sika.

Sika has 16,000 employees in 84 countries. Its total sales in 2013 amounted to Euro4.3bn. It has experienced an average of 8%/yr growth in 2007-2013. Given the similarity in the activities of Sika and Saint-Gobain, it is expected that the acquisition will generate Euro100m in synergies from the second year of consolidation (2017) and Euro180m by 2019.

The deal requires the permission of the competent antitrust authorities and is expected to be completed no later than the second half of 2015.